In Time
by Syrcia
Summary: "Time is like a river," it twists and bends along the way, never ceasing. Lost time can't be recovered, just like the past can't be changed. But, have past events really been altered? Is anything truly real, or is it all some grand illusion? Things are not what they appear to be, and it is up to Ben and his friends to figure what really is at work here.
1. Chapter 1

**So I've been thinking about Greek yogurt and regular yogurt. Is all yogurt really Greek or regular? I don't know, but anyway, I don't anything except in this except for the oc's, should they decide to actually show up. Ok so if you do read the bold letters, I'm kinda wanting your feedback on this(the yogurt thought or the story). Ok...so...please...read...the...story...and...not...this...any...more.**

It was a hot, dry day with a golden sun looming over the barren wasteland below, suspended amidst a blood-red sky. Huge craters gathered shadows while long forgotten buildings in the distance held onto the ghosts of the former inhabitants. They stood only as a reminder, a glimpse into what was just like everything that was abandoned by civilization. Resting on in the glow of the setting sun, they loomed evermore beyond the reach of the past.

Gunshots sounded off in the distance, and a blue streak cut across the open landscape, masked soldiers in hot pursuit. It was a female Kineceleran or hybrid Kineceleran wearing what seemed to be combat gear. She whipped out a blaster and fired red streaks back the soldiers, downing three of them. Grinning, she turned back towards her path and zoomed ahead, quickly putting some distance between her and her pursuers.

"We can't let her get away!" They continued to slow her by firing at her back.

One of the younger soldiers cried out in a metallic voice, "You can't run forever creature!"

Suddenly she tried to come to a complete stop, pebbles and dust flying up into air as she slid for a ways. She finally stopped in the middle of a gorge. Smiling wickedly, she turned around slowly and said, "Now who said I was running."

She flicked her tail, overturning a small rock. The mirror on the bottom shone brightly as it reflected the dying sun's rays. Immediately, gunshots filled the skies as, one by one, all of the soldiers fell against the onslaught. Then, just as all of the soldiers were dispatched, the gorge went silent, the silence almost deafening. Holding her head in hopes of dispelling the ringing in her ears, she tapped on a watch strapped to her wrist, and a figure appeared on the screen, his face cloaked in shadow.

"Yes?" His blank expression sent chills up her spine, causing her to involuntarily shiver. She cleared her throat.

"It is done," she said clearly, looking for his reaction. He smiled grimly and looked down for a moment.

He looked up at her, his gaze scorching. "All of them?" A pleading note came into his voice. She frowned and paused briefly.

"They're all dead, sir." He nodded glumly, seemingly disheartened. "All of the soldiers in this sector have been given a permanent leave of absence." Looking somewhat hopeful, he allowed some small trace of a smile grace his hardened features.

Nodding he said, "Helen, you and Manny try to find Alan and rendezvous back at headquarters. Try to move as quickly as you can."

Helen looked slightly confused. "Why so soon? We still haven't taken care of the other sectors yet. The mission isn't over yet."

He looked at her calmly, silently and said, "I'm drawing up plans for an all out attack, do or die, and I want your input." She looked at him, completely taken aback. His lips formed a cool grin, and he continued slowly, "But, if you'd rather be relieving Fusion of his worthless drones, by all means. I only thought you would want t be here."

She didn't even pause for a breath. "I'm on my way." He nodded shortly, a tense smile his on his face. He seemed stressed again, and she knew he probably wasn't ever going to tell her why. "Don't you dare start without me."

He surprised her when he genuinely smiled up at her and said, "Wouldn't dream of it." He cut the connection.

Her brows became tightly knit as she looked down, deep in thought. He was so tense and distracted, today of all days, and he wasn't talking to anyone about, not even her. She pondered heavily on this thought, and it dawned on her, causing her to gasp. She seized up and nearly dropped her blaster. Manny walked up behind her, circling around to her front. He smiled and held one of his hands for a high-five. Helen didn't respond. All she could think about was that today was the anniversary of the day it all started.

She remembered it all, the explosion, the screams, and the look on his face, like a bad movie in her head that she couldn't stop. Manny suddenly touched her arm and she flinched. He had this dark look on his face like he knew. He knew what happened, but he couldn't possibly know what the significance of this day was. Looking back at the the setting sun, she faintly noticed how it glowed with the burning intensity of the very flames that stole them, all three of them.

_Sounds of an explosion cracked through the air like a whip, followed by a scorching gale-force wind that threw all surrounding soldiers and Plumbers back. All of them looked back at the flames. They all noticed the faint pink glow of mana that mingled with the roaring flames. The hope that had flickered in his eyes slowly died as he watched the last traces of mana fade away. Almost beautiful, the pink glow receding back into the depths of the soaring, spiraling fire. He dropped to his knees, his eyes fixed on the flames, only the flames. Tears streamed down his cheeks like a gushing river, and he trembled violently._

_After what seemed to be an eternity, she reached her hand out and touched his shoulder lightly. He flinched at her touch and look back behind him. He didn't even register that she was even standing there and instead looked out past her. He saw the Plumbers fighting a losing battle. Each of them were slowly losing ground and running out of time as each of them fell, one by one, to the steady onslaught of the enemy blasters. He stood shakily, drawing the attention of a few of the remaining Plumbers._

_"Fall back," he cried out hoarsely, meeting their dumbfounded stares. He struggled for a breath of air and steadied himself as he repeated himself. "I said fall back!" His face turned colder as he turned away from them, not even bothering to wait for anyone to follow him._

_Slowly, some of the Plumbers who trusted him at this point withdrew from their their attack and followed him as he staggered on, leading them far away from the distrustful Plumbers and the dying whisper of the scorching flames._

Helen blinked and shook her head. Manny frowned again and reaching forward, wiping the tear that slid down her cheek. She looked up at him sadly and gave a halfhearted smile. Immediately he pulled her into a crushing hug. She buried her face into his chest, focusing on the steady rhythm of his heartbeat. Somehow his heartbeat steadied her nerves. He opened his eyes and looked down at her.

"You okay," he questioned hesitantly. She looked up at him and nodded. He frowned at her, and she sighed.

"I will be, Manny." She looked away from him, not wanting her eyes to give her away. Silently, she skated in the direction of headquarters. He watched her go with slight surprise showing in his eyes, but he followed her anyway. He knew better than to question her when she was like this. She was going to be okay, just like Terran would be. They were both going to get through this mess, no matter what, Manny would make sure of it.


	2. Chapter 2

Gwen jerked her head up, throwing up a barrier to shield her from the oncoming blasts. Kevin quickly ducked in behind her shield and absorbed some metal from the pole lying on the floor. He looked for an opening, hopping over the mana when they briefly stopped firing. He bashed in the heads of multiple soldiers, and Gwen lowered her shield and threw several mana blasts at them. Suddenly the soldiers began to cluster around one of their own.

Gasping when she saw what they were doing, she cried out, "Kevin!" She captured him in a lasso and pulled him back over to herself. Suddenly, a beeping noise fill the air inside the building like some sort of warning, like a bomb. The soldier stood up, a small red light flickering on his chest. There wasn't even time to think as the warm glow of an explosion lit up the inside of the building. Quickly, she surrounded herself and Kevin with a mana barrier. The heat of the flames seemed to scorch the air itself. A faint cry of anger rang in her ears, and she saw a figure shoot a beam of green energy at her.

She closed her eyes against the brightness of the beam. "Albeo Exorior," she whispered softly, feeling her barrier weakening. She felt the spell taking effect and opened her eyes slowly, drinking in what was happening around her. The energy from the beam was mixing with her mana and was having an affect on her spell. The world around her slowly faded away, and feeling drained, she collapsed back into Kevin's waiting arms.

"-wen." Gwen opened her eyes and groaned. Her head felt like someone had kicked and backed over it with a car, repeatedly. "Gwen." She looked over at Kevin, his face blurred slightly before he came into focus. He smiled down at her before looking back around them. "So where are we?" She followed his gaze and noticed that they were amidst piles upon piles of rubble.

She stood up shakily, leaning against Kevin for support. "I don't know," she said still looking around. "I just wanted to get us out of there." She kept staring at the piles of rock and noticed that they all had scorch marks on them. The remains of a seemingly robotic soldier lay rotting in the mud that slowly seemed to envelop the sad creature.

Walking away from the wreckage, they took in their surroundings. There was rubble everywhere and what seemed to be large decaying buildings that may have once towered overhead. Now these once proud buildings cast long shadows that wrapped the earth beneath in ghostly tendrils. Kevin walked over to the nearest building and touched one of the walls. It crumbled away at his touch, sending up an immense cloud of dust in its wake. He coughed and looked back her. Her eyes were clouded and seemed to peer right through him.

"You ok?" She looked up and saw the look on Kevin's face.

"Yeah," she whispered softly," But I feel like we've been here before." Kevin looked around nodding slowly. "Did you hear that?"

Faint whizzing sounds hung on the air. Creating a mana walkway, she and Kevin both raced of towards the sound of a fight. They had just barely begun running when it seemed like the fight had wheeled around and was headed back towards them. They jumped to the ground and readied themselves. A blue streak rocketed by them and in between the empty buildings, followed closely by soldiers. Gwen's eyes glowed as she grabbed one of the oncoming soldiers with her mana and flung it back at the others.

"Turbo," she cried, sending up a mana whirlwind that knocked the remaining soldiers off their hover boards. Kevin immediately sprang into action, absorbing the metal from their boards and swiftly knocking them unconscious.

Bits of rock flew into the air with the dust as something skidded to a stop behind both turned around and saw Helen Wheels. They both smiled, glad to see a familiar face, while she only gasped.

"It can't be," she breathed. They looked confused at her. " You're not real, you-you just can't be." She darted her fingers in and jabbed Gwen on the arm.

Gwen cried out in pain and rubbed her arm vigorously. "Helen!" She looked more than a little annoyed at Helen's reaction, but Helen grinned victoriously.

"I can't believe it," she whispered, gaining strength in her voice. "How did you survive the explosion?" Gwen opened to respond, but Helen cut her off. "It doesn't matter right now. You need to come with me." She turned and began to skate off.

As they darted in between the buildings, a figure appeared a little ways away from them, running back towards them and waving as they went. Gwen squinted and made out the shape of a Tetramand, Manny. As he approached, his broad grin slowly turned into a confused stare and then into a slightly suspicious glare. He slowed to a stop in front of them and looked over at Helen, his orange eyes narrowing.

"Who are they?" His words almost seemed to come out in a growl, and it startled Kevin.

"Manny, this is Gwen and Kevin. Remember?" Helen stood in front of them protectively.

"Just because they look like them doesn't mean anything." Manny's four eyes each narrowed accusingly at the two.

"But, Manny-"

"Helen, we searched everywhere, you know that."

"Maybe everywhere but not every when, I'm afraid." A brilliant flash of light illuminated the space in between Gwen and Kevin, and in the darkness, there stood the only man that could answer any question, if he wanted to.

Gwen's face lit up like a child on Christmas morning. "Paradox." Kevin stood behind her and groaned.

"Hello Gwendolyn. How long has it been?" He whipped out a pocket watch and smiled. "Oh, just another five hundred years, give or take."

Helen raced forward. "Paradox, what happened to them? Why are they here when they weren't there?"

"Ah, down to the question already! Well I suppose we could jump into it then." They all watched him intently, hanging on every word. He turned to Gwen and Kevin and said, "When Gwen cast her teleportation spell, Fusion tried to eradicate you by blasting you with his chronological powers. The energies then mixed and caused a reaction. A reaction that subsequently altered the future by removing you from the flow of time for a period of time before the effects wore off and returned you into the time stream."

"So I teleported through time?" Gwen looked down at her hands before looking back at him. "Where are we?"

"You are currently standing in the outskirts of Bellwood about three years into the future, a future, might I add, that isn't even supposed to exist." Gwen looked away as she paled slightly. "Fusion came into this world seeking to rule it, and when he won the battle against young Ben, he easily took over the remaining portion of the human population."

"Can you take us back?" Paradox looked at her with the same neutral expression and shook his head.

"Removing you now would only damage the time stream further. If you are to return home and remove this alternate future from record, you will need to do it by your own power." He looked over at Manny and Helen, smiling coolly. "Now if you two would take these two with you, I'm sure young Terran would love to see them. Toodles." A bright flash of light consumed him again as he disappeared.

"Now do you see, Manny? Terran is the only one who can help them." She rocked back a little bit, crossing her arms.

He stepped forward and glared at her darkly. "Then you can be the one to take them up to him, cause I'm not dredging this up again." A whirring sound was heard, and Manny's eyes immediately caught sight of his prosthetic hand twitching violently. "We have to go now," he hissed as he shoved Kevin and Gwen forward roughly. Helen nodded quickly, her body trembling slightly in fear. They all began to sprint silently and were soon engulfed by the surrounding shadows.


	3. Chapter 3

**Ok, sorry, I forgot to do the disclaimer for the last chapter. So I still don't anything except OC's but that's just temporary. So if you like what's going on or not , please spell it out in a review. If you don't review, I'll just assume you absolutely love it and keep on doing what I'm doing. So...please...what's...down...there.**

His eyelids drooped heavily,wild gunfire crackling like an old radio in his head as his cheek came to rest on his right palm. It was like watching a bad movie. Those faces, the heat of the fire scorching the air, that scream, they just played over and over again in the one place he never could escape. As his thoughts slowly sunk into a shadowy abyss, he began to pluck at the long black glove over his left arm. _Beep! _He cracked his eyes open lazily, his immediately fixating on the bright screen on the table. Sighing deeply, he reached over and strapped the watch to his right wrist. He tapped the button protruding from the side of the watch and watched intently as a blue face flashed onto the screen.

"Terran," she breathed, looking relieved. "I've been trying to reach you for an hour!"

He shrugged it off, saying, "I temporarily misplaced my communicator." He rubbed his temple and looked down at her. "Where are you? I would've thought you would have gotten back hours ago." She looked sheepishly off to the side before she answered.

"We found a couple of survivors," she said without emotion, seeming to look through him instead of at him. Terran narrowed his eyes at her, scrutinizing her features. _Something's not right._

"Who are they?" A guarded looked danced across her face before disappearing.

"They didn't say, but they sort of created a distraction so we could take out the soldiers." She looked at him hopefully, almost pleadingly as she continued, "I was thinking about bringing them back with us, at least so they don't fall into Fusion's hands."

Ben nodded silently, his suspicion of her growing. "I don't want them knowing where we're based." She nodded sharply, a small smile forming.

"I'll make sure of it," she said cheerily, a mischievous light flickering in the midst of her green eyes. The screen went dark, and he stood up slowly, suddenly feeling tired.

"So what'd she want?" He only glanced back slightly at the shadow in his doorway.

"She found a couple of strays and wanted to bring them here." He finally turned to face her, running his fingers through his black hair.

She smiled brightly and leaned against the doorway. "Well, that's alright, I guess. As long as she doesn't let Manny deal with them, I think they'll be fine." She turned on her heel and left the room, hurrying off in some unknown direction.

After she left he frowned and began to pick at his glove as he walked out into the hallway. Something didn't feel right about this whole situation.

* * *

Helen stood looking down at her communicator, her heart racing. "I didn't lie," she mumbled to herself. "It's not my fault I already knew their names." She sighed and rubbed her temples, silently wishing that she hadn't even called Terran. He's not stupid, and he's bound to know that something's up.

"So, what did he say?" She turned back to Manny, keeping her expression neutral.

"He said to bring them back and to not let them figure out where our base is." She looked down at her hands, intently, almost as if she was searching for some unseen flaw in their design.

He looked at her for a minute, his eyes narrowing with suspicion. "You didn't tell him," he said accusingly. Her expression faltered slightly. He turned to the remaining coals of their fire, jabbing at them accusingly.

"Manny..," she started, her voice taking on a pleading note. He held up his hand, not even bothering to look at her.

He stood up and took out a small bottle. "Give me your rag." He held out an upturned palm. Holding out the piece of cloth, she watched as he snatched it out of her hands and poured the bottle's contents on it. He walked over to Gwen and Kevin's sleeping forms and ripped the rag in two, placing a portion on each their faces. "Let's just get them to base."

She sighed as he shouldered the two humans. "Manny, you know what would happen if I told him now." He stiffened slightly and turned away from her, walking back towards the canyons. Turning back towards the last fading light of the setting sun, she reached out her hand as if to catch the remaining beams of light before it was replaced by starlight. "He wouldn't even want to see them," she whispered softly.

"If you were him, would you want to see them?" The sudden bitter cold of his tone striking Helen in her core. She lowered her head, glancing back at the horizon. The light had faded and was now replaced by the cloaked edges of the night.

"I don't know."

* * *

The night air swirled over his head, sweeping along the edges of the canyon walls. He inhaled deeply, focusing on the scents that clung to the breeze. He had almost pinpointed Manny and Helen's position when a sudden noise startled him.

"Can't sleep?" Her small face held signs of her worry for him.

He looked out over the rocky earth far below him and said, "I'd feel better about sleeping if I knew where everyone was. There's not too many of us left."

"Terran, they'll be fine. Manny and Helen can take care of themselves." She paused for a moment watching his face as her words sunk in. "They don't need you worrying about them all the time."

"Don't I have a right to worry about my teammates or at least wonder why they're keeping information from me?" He rounded back on her, his eyes tinged with worry and suspicion. "We have to trust each other Lilia, no matter what." He set his jaw as he glanced back over his shoulder. He saw two figures making their way along the walls of the canyon and inhaled deeply, focusing in on their scents.

"Is it them?" He didn't answer, his eyes clouding over in thought. She shook his shoulder gently, snapping him out of his trance, and he looked over at her. "Is it them," she repeated slower, putting emphasis on each word. He nodded slowly, taking an even deeper breath.

"It's them, but the strays they have with them seem familiar." He trailed off, picking at his glove out of habit. He looked up at her slowly with a distant look in his eyes. His left hand twitched spastically as he walked back inside, heading for the darkness of his office. He swung the door closed behind him, only hesitating when he noticed that a boot had stopped the door from closing.

Lilia looked at him mutely, her eyebrow quirked up in question. "Mind telling me what's wrong?"

He met her look with a simmering glare. "I really need to finish the plans for the next mission." He rested the flat of his palms on the map, staring at its surface dully. She rolled her eyes and paced forward, hopping onto his table and obstructing his view of the map. He looked up at her looking slightly annoyed. "Can I help you?"

"Yes, you can," she grabbed him by his left wrist, and he winced slightly. Yanking him towards her, she wrapped her arms around his waist and buried her face in his chest. "You can promise me you'll at least go see them." He winced inwardly, a shadow crossing his face. "It's not your fault," she breathed softly, her voice muffled only slightly by the expanse of his chest, "it never was." Slowly he folded her into his embrace, letting his cheek rest on top of her head.

"I'll try," he mumbled into her hair. He wanted to see them but not right now.

She looked up at him and smiled. "Promise?" She looked at him, raising her eyebrows slightly. She held out her pinkie and smiled slightly, almost like an impish child. "Pinkie promise?"

Wrapping his pinkie around her delicate one, he sighed and smiled halfheartedly. "Promise." Smiling widely she pulled herself up closer to his face and kissed his cheek, ducking away shyly. As she backed out of the room, a light pink splash dusted her cheeks, she mouthed 'Thank you' and darted away, leaving Terran stunned. He looked down, his cheeks still burning, and said again, "Promise."


	4. Chapter 4

**Hey, guys. Ok, I know I haven't updated in a while, but I kinda briefly lost my creative flow and had to put this story on pause. Well now that the creative inspiration is back, I still don't own anything that I'm writing about besides the story idea itself. If you like this chapter, great, and if not, well you're entitled to your own opinion. So, kick back and read. You don't have to review if you don't want to.**

Gwen cracked her eyes open slightly and rolled onto her side, wincing as the sharp rocks dug into her side. The soft, orange glow of a nearby light illuminated the small room they were in. Straightening up she put her hand on her side and looked over at Kevin. His was leaned back against the earthen wall, his chin resting on his chest. She smiled and looked away. Frowning, she let her hands become engulfed in mana. _  
_

"Are you ok?" Helen shifted anxiously as she looked over towards the shadows. As she peered into the darkness of the tunnel she saw something move away, retreating away from the visitors. "Gwen?" She reached out and touched Gwen's shoulder.

Gwen stiffened and looked at her hotly. "You drugged us," she stated flatly. Helen looked down at the ground. "You couldn't just tell us where we were going?"

Helen looked away. "For the record, I didn't drug you, and we had no choice."

"Merry mother of cows," a voice slurred. Both girls looked over to see Kevin's eyes opened slightly. He blinked his eyes a few times before losing consciousness again.

Gwen shook her head and met Helen's eyes. "What do you mean you didn't have a choice. There's always a choice."

Helen lowered her head, her expression becoming more somber. "Not always." She looked at Gwen. "This is a war, Gwen, and it was too risky to let you two know where we were. What if you had gotten caught? It's just something I'm not willing to bet Terran's life on." She handed her a small canteen and walked away.

* * *

From a narrow opening in the side of the cavern wall, Terran watched carefully as Helen exited the holding cell. She looked around suddenly, like she could feel his eyes on her. Finally, she turned back to the door and locked it, constantly looking behind her as she did so.

"You know, I thought you would know better than to sneak around," she paused, stepping out from behind him," without me." She gave him an odd look when he looked over at her coolly, barely reacting to her sudden appearance.

He gave her a wry smile. "You can't hide from me, Marina. I thought you knew that. But, then again, I thought they knew that too." He frowned slightly and said, "They're hiding this from me, who they have in there." He faced her, his eyes littered with confusion, and irritation. "Why?"

"Maybe they just don't now how to tell you." She smiled and squeezed his shoulder gently. He didn't turn around. "Hey, at least talk to them before you go psycho on them." He shrugged off her hand before slipping out of the crevice. "Where are you going?"

He stopped abruptly and turned to face her, a sadness darkening his gaze. "I'm going into town," he said tonelessly, his voice breaking off at the last word."Tell Helen I'd like to talk to her when I get back." He cleared his throat and walked away, not even bothering to look back.

Marina watched after him until the last traces of his shadow disappeared with him. Turning on her heel, she stalked back through the hallway. The small torches around her casting a soft glow that made her shadow dance wildly with every flicker. She paused at the turn and glanced around her, farther off, something that sounded like intense rushing air echoed in the hall faintly, but she heard it all the same. Immediately, Marina flattened herself against the wall and snaked her body over into the nearest shadow. She held her breath in as the sound came closer, followed by a blue streak. Her lips twisted as she chewed on them, thinking. Without even thinking, she stepped out of her hiding place and followed after Helen. She heard pebbles being kicked up when Helen halted abruptly and peeked around the corner.

Helen was pacing nervously in front of Terran's door, her brow creased with worry. Her hand shook slightly as she curled it into a fist, and she bit the corner of her lip. She stopped pacing, taking a deep breath as she raised her fist and knocked sharply on the door. As the echo of the knock faded to silence, Helen frowned and went to knock again.

"He's out," Marina said loudly, coming out from around the corner. "If you want to talk to someone, there's always me."

Helen sighed and turned slowly, not even bothering to fake a smile. "Marina." She rocked back on her wheeled feet. "Where can I find him?"

Marina rolled her eyes and fixed her gaze on Terran's door. "Beats me," she lied. Helen started to wheel away, and Marina called out to her. "Hey, Helen," she paused, biting her lip as she met Helen's eyes. "I'll let you know when he's back."

"As if. We both know you won't really tell me anything."

"Just like how you're not telling Terran anything?" Marina watched as a spark of shock flared in Helen's eyes. "Do you really think you can hide anything from him? Do you honestly believe you could just keep the identity of who you have down there a secret?"

Helen's eyes narrowed. "What do you know?"

"I know that Gwen and Kevin are down there and that Terran knows. He knows they're down there."

"How? I swear I never told him that."

"Please, the wind was in our favor, and he could scent them out long before you even got close enough to see us." Marina paused, letting her words sink in. "I thought you were better than that, and Manny-"

"Manny told me not to." She looked down at the ground. "I just," she sighed. "I just didn't know what to say. 'Oh, hey Terran, we just found Gwen and Kevin who we all thought were dead.' Yeah, because he would handle that really well. I was just hoping that I would get to tell him in person."

Marina's brow creased, and she rested her hand on Helen's shoulder. "Well, he knows now, and he wants to talk to you two, mainly you." Helen looked up at her worriedly. "I think you should just come clean and maybe he'll understand."

"Yeah, maybe that would've worked three years ago but not anymore. He's different now. He's changed."

Marina sighed and squeezed Helen's shoulder reassuringly. "I know, but I still think you should talk to him, sooner rather than later. But, maybe I could talk to him about this in your stead." Helen looked over at her surprised. Marina nodded slowly, a gentle smile spreading across her face, and continued, "Yeah, I'll talk to him for you. He can get mad at me if he wants to."_  
_

Helen nodded slowly and backed down the hall, her relief becoming more obvious as she got further away. "Ok. Thanks, Marina!" With that, she turned and jetted away, leaving a faint scattering of debris in her wake.

"No problem!" Marina turned back to the still closed wooden door and twisted the knob gently. Leaning her weight into the smooth surface, she felt the door give into her, and she smiled widely as she sauntered into the darkness of Terran's "office."

* * *

Terran's foot shot out instinctively at a small stone, sending it skittering off into the distance. He shuffled his feet along the concrete, not even bothering with picking them up. He lifted his eyes and looked around at the darkened streets. Twisting his head to where his ears were pointed in the direction of the sound, he heard it again. Just beyond the point where it would hard not to miss was a faint whirring sound that almost sound like a hover board. As it got louder, he tried to pinpoint where exactly the sound was coming from. The noise became almost deafening in his right ear, sand he realized too late that the noise was coming from behind him. He started running down the cracked sidewalk, swerving off and rolling into the shadowed length of an alley. A string of curses flew from his mouth as his body slammed into the side of the building, pressing himself against the wall as the the soldier passed by. Terran waited there hovering amidst the shadows until he couldn't hear the hover board anymore. When all was quiet again, he released a breath he hadn't even realized he had been holding in. His gaze drifted don the length of the street as he looked around for more soldiers on patrol. Terran sighed in relief when he saw none and sauntered away.

The wind swept down through the streets, tousling Terran's hair as his feet carried him along, his eyes solely focused on the pavement beneath him. His eyes were glazed over so he didn't even notice that someone was watching him. He had given himself over to his thoughts entirely, his eyes darkening as his spiraled downward. A warm, yet sad, smile passed over the stranger's face as he watched Terran amble onward into the night. Seemingly satisfied with what he had just seen, the stranger turned quickly on his heel and walked away, disappearing into the very darkness that had concealed his presence. Terran's eyes shot up as he passed a glance over his surroundings. Seeing nothing exciting, he shoved his hands in his pockets and continued on his way.

After a while, he felt the slight aching twinge in his legs, and he settled down on the edge of the sidewalk. He groaned pitifully as he stretched his legs out in front of him and reached instinctively for his watch. When his fingers felt only the bare skin of his wrist, he brought his arm closer. Curiosity filled him as he began to search himself for the watch. Terran raked his fingers over ever stitch of cloth on his body, steadily searching for that communicator. Stopping at an empty belt loop, he curled his forefinger up into it. It was usually clipped right there. He thought back to when he last used it and distinctly remembered tossing said communicator onto his desk. He sighed heavily and flopped onto his back. He could almost hear Helen's berating tone when she realized that he had left it behind.

Feeling a small wave of drowsiness, he let out a yawn before hauling himself to his feet. Her couldn't let himself fall asleep here, not here. Terran looked up and down the street again. Out of the corner of his eye he saw a tin trash can that was overturned, its contents left to rot out in the open. Making his way over, he reached down and righted it. As though of its own accord, his hand quickly darted to the inside of his vest and drew out what looked like a small notebook. His eyes darkened as he flipped through it, scanning each picture taped to the pages. The sound of rustling paper finally when he stopped at one picture, his thumb tracing over the small features of the people. In one fluid movement, he ripped the portrait out of the book and tossed it into the trash can, quickly striking a match and letting it fall. He watched silently as the small flames licked at the edges of the picture, blackening the corners. The glow of the fire grew brighter and brighter still as it ate away at the happy faces depicted in the picture. The portrait curled and almost seemed to writhe in agony as it withered away, blackening under the touch of the yellow-orange glow. When the final traces of the picture had been blackened completely, he felt a little lighter, and he took a deep breath.

Terran's eyes glanced up at the cold light of the stars for a moment before suddenly stiffening, letting his hand drop down and curl ever so slightly around his blaster. It was too late. The cold tip of another blaster grazed the backside of his neck, and no one knew where exactly he was. He silently cursed himself for forgetting his communicator. Throwing caution to the wind, he steeled himself before turning meet whoever was behind him. Terran's eyes hardened when his gaze the followed the blaster's tip all the way back to its owner, the metal plating of their body reflecting the moon's soft light harshly.

The supposed mouth of the thing glowed as it spoke one word, "EXTERMINATE!"

And, for the first time that night, Terran actually smiled.


	5. Chapter 5

**I'm still alive! Yay! I still don't own anything except for the OC's but yay! **

In that moment, everything fell silent. Terran stared down into the gaping maw of the blaster, watching as it began to glow. He heard the distinct humming of it slowly charging itself up for an undeniably powerful shot. He waited for it, the moment of release, and let his eyes flutter closed. The air between him and the steel barrel heated to the point where it almost could sear the skin on his face. Sweat beaded up on his forehead, and his muscles tensed as he waited.

"EXTERMINATE," the droid bellowed; its metallic voice echoed loudly in Terran's ears.

The sound of the blast rang out in the dark followed by the scattering of debris that ultimately created an immense cloud of dust. As the cloud enveloped the area behind the building, Terran tensed, ready to move. The humming of the droid's gun sounded out again as it wheeled around, warily scoping out the entire scene. It spun clockwise and then counter-clockwise, trying to look for its intended target. When the dust finally settled, the droid stopped moving. There was nothing that could prove that Terran had even been there. A low-pitched whirring sound escaped the droid, and it could almost be understood as a heavy sigh. It lowered its arm, allowing the gun morph back into its arm. A faint scratching sound echoed from behind the droid, and its eyes flashed brightly as it registered the threat. It was too little, too late. Tiny bits of charred metal skittered across the pavement following a single shot.

"And here I thought that we got rid of the last of you." Terran shook his head as he holstered his weapon, turning his back on the heap of metal that lay in front of him.

Suddenly, lights flashed out of the corner of his eye, signaling the approach of soldiers on patrol. Taking a deep breath, he sprang forward and rocketed down the sidewalk. Within moments, the world around him became a giant blur as he continued to pick up speed. When he cocked his head to glance behind him and tripped over the sidewalk. Terran pitched forward, tumbling and rolling as he began to lose his momentum. Within seconds, he lost count on how many times his head had slammed into the concrete. Abruptly, his foot caught the side of a mailbox like a hook, instantly jerking him to a halt.

He lay there dazed for a moment, almost afraid to open his eyes, afraid to see black spots dancing in and out of his vision. Terran curled in on himself, pulling his knees into his chest as he lay there wheezing. His breath came in painfully ragged gasps, the sweat that clustered on his brow slowly falling away. He cracked one eyelid open, just for a peak, and, seeing no black dots, opened the other eye too. When his breathing had returned mostly to normal, he rolled off the ground. Once he had pushed himself onto his knees, Terran surveyed his surrounding. It was only when he saw the driveway beside him that he realized where he was.

His eyes followed the aged grey concrete up to the decaying rubble that lay strewn across the front walkway. His breath hitched in the back of his throat as he staggered to his feet, spots dancing in his eyes. Heart racing, he stared over at the skeletal remains of the framework and slowly moved forward. His hands shook violently as he plucked nervously at his glove. The constant thwack of the material against his skin comforted him somehow.

The sound of crashing metal rang out in his ears, and he could almost taste the acrid tang of ash as the world around slowly faded away.

_She screamed, her eyes filled with horror as a towering figure loomed out over her. _

_"Oh, save her," he mocked as he lifted her up by her throat__, squeezing down on her vocal cords. She shuddered violently, thrashing as she fought to breathe. "Yes, come and save her, if you can manage it."_

_He watched in horror as the creature released her throat and proceeded to hold her by her hair. Fusion swung her lightly, grinning as he watched her scream silently. Tears filled her eyes, and she reached out for him, one last time. Terran struggled vainly against the beam that had him pinned. He could only watch, helpless to save her, as she continuously thrashed about. Tears stung his eyes, and he struggled for breath. Suddenly, he saw a flash of silver that whipped across her throat, and the ground became stained with red. An animalistic cry ripped through his vocal cords, finding its way into the sky above him. Fusion laughed maniacally, swinging the young woman through the air. When he finally released her, her body seemed to almost hang in midair before it came crashing down on top of Terran. Staring into the darkness that now filled her sweet brown eyes, he felt the warmth of her body leave her. His jaw hung loose as he went numb, slipping deep into the recesses of his mind._

Terran shook his head furiously, trying desperately to drive the images out of his mind.

"Ship," a metallic voice whined. A soft green glow shone from behind a mangled bed frame, and it was only then that Terran noticed how far he had come. He had stumbled into the remains of _her room. _

"Hey boy," Terran called out softly as he waded through the piles of plaster and broken glass. Old photos lay scattered in his wake. His eyes watered slightly as he caught a glimpse of her face, her eyes shining brightly as she stared up at him.

"SHIP!" The tiny Mecamorph growled apprehensively as Terran came into view.

Smiling tightly, Terran reached for his face with a shaky hand and tugged lightly. His features shimmered as he pulled off an ID mask. Drawing a shaky breath, he reached for Ship again, letting the mask clatter to the floor.

"It's alright boy. It's me, Ben. You remember me right?" His heart hammered against his ribs as Ship edged closer, sniffing his hand cautiously.

"Ship, ship," he cried out in excitement, quivering as he bounced around. He looked around behind him as if expecting someone else and looked back over at Ben. "Ship?"

Ben smiled sadly. "She's gone boy." He watched carefully as Ship called out for his owner, for Julie.

He leaned back into the plaster, tears pooling up on his bottom lashes. "She's gone boy. I didn't save her." He winced as the image of her face flashed inside his mind. "She's not coming back."

"SHIP," Ship cried frantically, moving farther away from the bed. "SHIP!"

Ben suddenly jerked upright and lunged for Ship, drawing him close. Tears poured down his cheeks, and a lump formed in his throat as he choked out, "She's dead Ship, and it's my fault. I couldn't save her. I didn't save her."

As Ben's voice fell to a whisper, he felt Ship quiver once before falling limply into his arms. His cries of 'Ship' became laden with confusion and sorrow.

_"Ben!"_

He winced as he heard her scream for his name echo in his mind. He should have been able to save her, but he didn't. The one moment he needed the Omnitrix the most, and it had failed him. In turn, he failed Ship. And even worse, he failed Julie.

He tightened his grip on Ship and whispered hoarsely, "I'm so sorry Julie."

And, in the distance, a pair of keen eyes watched the entire scene carefully. A trace of sadness lingered in the midst of their eyes as they turned away, disappearing into the night.

**So what did you think? Good, bad, ugly, or eh? Please leave a review if you feel like it. If you don't feel like, then leave one anyway! :) **


	6. Chapter 6

**Hello, everybody. Ok, I still don't own anything except for the OC's. So here's the deal guys, I'm hoping to get a little feedback on how I'm doing on this story. If you all wouldn't mind, I would appreciate a review on what you think about all of this. Like it? Hate it? Have some ideas for the future of this story? I'd love to hear all of this. So please read and enjoy!**

"And there's the room we use to spar," Helen said, gesturing over at a closed door. "We also try out any new weaponry Terran can fix up for us."

Kevin smirked. "Oh, breaking in the new toys. I get it."

"No, you don't," a voice some harshly. They all turned to see Manny leaning against the wall. He glared at Kevin. "You don't get anything that's going on here!"

"And how could he?" Helen whipped in front of Kevin and Gwen protectively. "How could either of them know anything?"

Manny growled angrily. "Stay out of this, Helen."

"Oh no, you listen here, Manny. They just got here, after being missing for three years. Three years, Manny! How could they possibly know what's going on, what all happened? How?"

Manny's eyes widened, but he said nothing. Dropping his gaze, he sighed heavily in defeat.

Gwen and Kevin stood off to the side, obviously confused.

"Ok," Kevin started hesitantly, "does anyone want to fill me in on what just happened?"

Catching Helen's look, Manny stepped forward. "Fine. What do you want to know?"

"How about you start at the beginning," Gwen said, "after we died."

* * *

The sound of papers crinkling and being shifted around filled the room. _Where is it? _He groaned in frustration but continued his search. After moving some papers off the table, he noticed a blinking green light. It wasn't what he was looking for, but it was a find. It was a battered communicator, tucked halfway underneath the loose sheets of paper. He frowned and picked it up, turning it over in his hands. _Why is he always doing this? _Slipping the device in his pocket, he moved over to the desk.

"Cooper?"

He stopped, groaning inwardly as he turn to face Marina. "Hey..."

"What are you doing here? I thought you'd be in the lab." She peered closely at him, scrutinizing his features.

"Well, hello to you too," he muttered. "It's kind of hard to get into the lab without the keys.

She raised an eyebrow and gave him a withering look. He groaned inwardly, a slight blush spreading across his cheeks.

"I may or may not have gotten locked out again," he said hesitantly.

"Again?" Marina laughed. "You mean there was a first? Cooper, I've never even seen you leave the lab."

"I do leave, just not very often." He sighed heavily. "Anyways, I thought I could find the extra set of keys in here, but I don't see them anywhere."

Marina rolled her eyes and slung her hand up, running her fingers along the doorframe. She smirked as she pressed down at the midway point, and a key dropped out of a compartment in the woodwork. "That's because you weren't looking in the right place."

"Thanks." Taking the key, Cooper strode out into the hallway.

"Hey, Cooper?" Marina bit her lip as she stared up at him. "Have you heard from Terran? I can't seem to reach him."

"Sorry, Marina, but I've been busy all day," he stammered. "I'll try to get through to him though."

Marina's brow furrowed as she watched him back down the hallway before turning the corner. Turning on her heel, she walked in the opposite direction. _What if something's happened? _She shook her head furiously. _No, no that can't happen. He would've called for help. Wouldn't he? _She turned the corner, dread filling her up as she thought about the chances actually calling for help. The possibility of him calling for help were next to none. _Ben,_ she groaned inwardly, raking her hands through her hair. Sometimes he just made her head hurt.

* * *

Ben breathed a sigh of relief as he turned the doorknob and trudged into his office. Throwing himself into his rolling chair, he spun and propped his feet up on the desk. His eyes started drooping, the world fading in and out.

The door creaked openly noisily. "Terran?"

He stifled a groan. "Yes?"

Suddenly he felt himself being jerked around. He cracked open his eyes lazily, and a light flared to life. Ben winced, raising his hand up to shield his eyes.

"Where were you," Marina growled angrily. "I've been trying to reach you for six hours. Where were you?"

"I was taking a pleasant stroll through Bellwood." He smirked as her face became blotched red. "It was nice, all dark and desolate. There were quite a few soldiers parading through the streets. I almost thought it was the Fourth of July. And then, the most incredible thing happened, a droid asked me to play Hide and Snipe with him. I won."

"A droid? Ben!"

"He really was such a sweetheart, and so adorable with all that rusted, pointy metal," he finished lamely. A dark anger flashed in her eyes as she lunged at him, and he rolled onto the floor. "Now he had nothing on you, you with your auburn hair, and sweetness, goodness? Yes, goodness, lots of goodness, somewhere deep, deep inside you, I hope."

She stopped, sinking down to his level. "You could have at least called," she whispered, pushing his bangs out of his eyes.

She leaned forward, her sweet breath tickling his eyelashes as she drew closer. His heart slammed violently against his rib cage as he felt the softness of her lips against his forehead. Eyes widened, he was frozen in his position, completely taken off guard. And, just as suddenly as she had moved in, she was gone. His eyes followed her exaggerated movements as she sauntered over to door. Leaning against the wooden frame, she winked flirtatiously at him.

"Call me," she breathed, "when you're ready to tell me the _whole _truth." Her eyes darkened, the anger returning as she spun out into the hallway and staked away. Ben listened as her heavy footsteps echoed harshly inside the cavern and shook his head. _What just happened?_

* * *

Cooper waited until Marina before he emerged from his hiding spot. Completely immersed in the shadows of the dimly lit hallway, he was nearly completely hidden from view. He watched silently as she stalked away from Ben's room, her face flushed with anger. As her footsteps echoed down the hallway, he poked his head out, and darted through the empty doorway. Inside, he saw Ben sprawled across the floor, his brows knit in confusion.

"Ben?" When Ben didn't even move, Cooper tried again, "Ben."

Closing his eyes, Ben whispered hoarsely, "Cooper? I thought you were down in the lab."

"Ok, well I need your key to get in."

Ben rolled over on his stomach lazily, his eyes glazed over slightly. "Really? I thought Marina gave a key."

"Yeah, she did, but-" Cooper paused. "How did you know that?"

"She told me, and besides," he said, "you never returned the key."

"Actually, I did," Cooper muttered slowly, his hands cupping the blaster hidden in his pocket. "Didn't you check your hiding spot?"

Sweat beaded up on his brow, and Ben's jaw checked tightly. "I-I did. Are you absolutely you returned them to me?"

"Return what?"

"The keys," Ben snapped. "You didn't return them!"

Cooper's features turned to stone as he reached up and pressed down on the center of the doorframe. A tiny key dropped down, clinking as it hit the stone flooring. Ben's face whitened.

Cooper pulled out the blaster, leveling it at Ben's head. "You're not Ben," he snarled dangerously. He lunged across the space and pinned 'Ben' beneath him. "Where is he?"

'Ben' smirked. "Trust me, you don't even want to know. You just might be shocked." Then, shapeshifting into a Amperi, he reached up a tentacle and shocked Cooper. His eyes widened in horror as Cooper just sat there, still glaring down at him. The sudden jolt hadn't even fazed him.

Cooper smiled. "Thank you. I've been looking for a good jolt today."

Bringing his fist down, Cooper punched the fake Ben in the face. He smirked as 'Ben's' eyes rolled back in his head and fluttered closed. Then, lifting himself off the floor, his brow creased with worry. _If this is the fake Ben, then where is the real one? _A sick feeling of dread washed over him. _Ben?_


End file.
